TTM Technologies 拟以6.5亿美元现金收购 MKS 旗下 Ophir Optics 红外光学业务，预计2027年二季度交割

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 19, 2026
TTM TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
Delaware
000-31285
91-1033443
(State of
Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
200 East Sandpointe
,
Suite 400
Santa Ana
,
California
92707
(Address of principal executive offices)
(Zip Code)
(714)
327-3000
Registrant’s telephone number, including area code
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange
on which registered
Common Stock, $0.001 par value
TTMI
Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 – Other Events.
On October 19, 2026, TTM Technologies, Inc. (the “Company”) announced that it had entered into a definitive agreement to acquire (the “Proposed Acquisition”) the Ophir
®
Optics business (“Ophir Optics”) from MKS Inc. for approximately $650 million in an
all-cash
transaction, subject to customary closing adjustments (the “Press Release”). The Proposed Acquisition does not include the Ophir Instruments laser characterization business of MKS Inc., which operates separately from Ophir Optics, or the sale of the Ophir brand.
The Proposed Acquisition is expected to close in the second quarter of 2027 and is subject to customary closing conditions, including certain regulatory approvals. A copy of the Press Release announcing the Proposed Acquisition is attached to this Current Report on Form
8-K
(this “Report”) as Exhibit 99.1 and is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements
This Report, including Exhibit 99.1, contains forward-looking statements that relate to future events, including the receipt of required regulatory approvals in connection with the Proposed Acquisition. The Company cautions you that such statements are simply predictions and actual events or results may differ materially. These statements reflect the Company’s current expectations, and the Company does not undertake to update or revise these forward-looking statements, even if experience or future changes make it clear that any projected results expressed or implied in this Report or other Company statements will not be realized. The statements also involve risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results to differ materially from the forward-looking statements. For a description of additional factors that may cause the Company’s actual events or results to differ from any forward-looking statements, please review the information set forth in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s public reports filed with the Securities and Exchange Commission.
Item 9.01.
Financial Statements and Exhibits
(d) Exhibits
The following exhibits are filed with this Report:
Exhibit Number
Description
99.1
Press Release dated October 19, 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
TTM TECHNOLOGIES, INC.
Date: October 19, 2026
/s/ Daniel J. Weber
By: Daniel J. Weber
Executive Vice President, Chief Legal Officer & Secretary

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EX-99.1
2
d187690dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Contact
:
Sean K.F. Hannan,
Vice President, Investor Relations
Sean.Hannan@ttmtech.com
+1 339 466 7737
TTM Technologies, Inc. Agrees to Acquire MKS Inc.’s Ophir
®
Optics Business, Adding Advanced Infrared Optics Capabilities
All-Cash
Purchase Price of $650 Million. Expected to be
Immediately Accretive to Adjusted EBITDA
Margin and
Non-GAAP
Diluted EPS.
SANTA ANA, Calif., October 19, 2026 – TTM Technologies, Inc. (NASDAQ:
TTMI) (“TTM”), a leading global manufacturer of technology products, today announced that it has entered into a definitive agreement to acquire the Ophir Optics business (“Ophir Optics”) from MKS Inc. (NASDAQ: MKSI) for
approximately $650 million in an all-cash transaction, subject to customary closing adjustments. The Ophir Optics business is an Israel and Romania-based manufacturer of high-precision infrared thermal imaging and laser optics solutions,
serving defense, security and industrial applications.
The transaction along with the Company’s previously announced $400M capital and capacity
expansion in Asia, are expected to be funded through a combination of cash on hand and expected future cash flow and borrowings under TTM’s existing revolving credit facility. The transaction multiple is estimated to be roughly 10.3x expected
FY 2027 Adjusted EBITDA of Ophir Optics, without synergies, and is expected to be immediately accretive to both TTM’s Adjusted EBITDA Margin and
Non-GAAP
Diluted EPS. This transaction is expected to
close in the second quarter of 2027.
“We are excited to announce our planned acquisition of the Ophir Optics business as another important step
toward enhancing our long-term growth strategy by expanding our portfolio with mission-critical optical solutions for land, air, maritime, and unmanned platforms and our industrial portfolio,” said Edwin Roks, President and Chief Executive
Officer of TTM. “This acquisition adds another important modality to our product offering with advanced optics to provide systems solutions to our defense and industrial customers, which will help us to benefit from key megatrend tailwinds
generated by the growing need for surveillance and the increasing use of laser applications by the industrial base.”
This transaction does not
include the Ophir Instruments laser characterization business of MKS, which operates separately from Ophir Optics, or the sale of the Ophir brand.
The
transaction is expected to close in the second quarter of 2027, and is subject to customary closing conditions, including certain regulatory approvals and certain governmental consents and permits.
Citi is serving as the exclusive financial advisor and Polsinelli PC and Arnon, Tadmor-Levy are serving as
co-legal
advisers to TTM for the potential acquisition of Ophir Optics.
Contact
:
Sean K.F. Hannan,
Vice President, Investor Relations
Sean.Hannan@ttmtech.com
+1 339 466
7737
About TTM
TTM Technologies, Inc. is a leading global manufacturer of technology products, including mission systems, radio frequency (“RF”) components, RF
microwave/microelectronic assemblies, and technologically advanced interconnect products, including PCBs and substrates. TTM stands for
time-to-market,
representing how
TTM’s time-critical,
one-stop
design, engineering and manufacturing services enable customers to reduce the time required to develop new products and bring them to market. Additional information can be
found at
www.ttm.com
.
About Ophir Optics
Ophir Optics is a global leader in high-precision infrared thermal imaging and laser optics solutions for defense, homeland security, and industrial
applications. With customers around the globe and production facilities in Israel and Romania, the company has a comprehensive portfolio of mission-critical optical components and assemblies optimized for land, air, maritime, and unmanned platforms,
providing an
end-to-end
solution from optics to camera integration with capabilities spanning from initial design to final testing.
About MKS Inc.
MKS Inc. delivers foundational technology
solutions to leading edge semiconductor manufacturing, electronics and packaging, and specialty industrial applications. Additional information can be found at
www.mks.com
.
Safe Harbor Forward-Looking Statements
This release
contains forward-looking statements that relate to future events or performance. TTM cautions you that such statements are simply predictions and actual events or results may differ materially. These statements reflect TTM’s current
expectations, and TTM does not undertake to update or revise these forward-looking statements, even if experience or future changes make it clear that any projected results expressed or implied in this or other TTM statements will not be realized.
Further, these statements involve risks and uncertainties, many of which are beyond TTM’s control, which could cause actual results to differ materially from the forward-looking statements. These risks and uncertainties include, but are not
limited to, TTM’s ability to successfully consummate the acquisition discussed in this press release, including receipt of required regulatory approvals and satisfaction of other conditions, the future performance of Ophir Optics, general
market and economic conditions, including interest rates, currency exchange rates, and consumer spending, demand for TTM’s products, market pressures on prices of TTM’s products, warranty claims, changes in product mix, contemplated
significant capital expenditures and related financing requirements, TTM’s dependence upon a small number of customers, and other factors set forth in the “Risk Factors” and “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” sections of TTM’s public reports filed with the SEC.
Contact
:
Sean K.F. Hannan,
Vice President, Investor Relations
Sean.Hannan@ttmtech.com
+1 339 466
7737
Use of
Non-GAAP
Financial Measures
This release includes information about the Adjusted EBITDA of Ophir Optics, which is a
non-GAAP
financial measure. TTM
presents
non-GAAP
financial information to enable investors to see TTM through the eyes of management and to provide better insight into TTM’s ongoing financial performance. A material limitation
associated with the use of the above
non-GAAP
financial measures is that they have no standardized measurement prescribed by GAAP and may not be comparable to similar
non-GAAP
financial measures used by other companies. The
non-GAAP
financial measures should not be considered in isolation from, or as a substitute for, financial
information prepared in accordance with GAAP.
With respect to the expected 2027 Adjusted EBITDA of Ophir Optics, we are unable to predict with reasonable
certainty or without unreasonable effort certain items that may affect a comparable measure calculated and presented in accordance with GAAP. The expected 2027 Adjusted EBITDA of Ophir Optics excludes the future impact of reconciling items that are
highly variable and difficult to predict due to various factors outside of management’s control and could have a material impact on future period net income of Ophir Optics calculated and presented in accordance with GAAP. Accordingly,
reconciliations of expected Adjusted EBITDA of Ophir Optics to a comparable measure calculated and presented in accordance with GAAP has not been provided because TTM is unable to provide such reconciliation without unreasonable effort. For the same
reasons, TTM is unable to address the probable significance of the information.